VISTA GOLD CORP

The scientific and technical disclosures about Mt Todd in this annual report on Form 10-K have been reviewed and approved by Maria Vallejo Garcia of P&G Consulting Services LLC, independent technical consultant, previously Vista’s Director of Projects and Technical Services through October 2025, and a designated qualified person (or “QP”) as defined by S-K 1300 and NI 43-101. For a description of the key assumptions, parameters and methods used to estimate mineral resources and mineral reserves included in this Form 10-K, as well as data verification procedures and a general discussion of the extent to which the estimates may be affected by any known environmental, permitting, legal, title, taxation, sociopolitical, marketing or other relevant factors, please review the technical report summary of the Mt Todd FS (as described below) which is included as an exhibit to this Form 10-K.

Mt Todd Gold Project, Northern Territory, Australia

Summary Disclosure

The Company has one material mining property, being the Mt Todd Gold Project located in Northern Territory, Australia (“NT”). We hold Mt Todd through our wholly owned subsidiary Vista Gold Australia Pty. Ltd. (“Vista Gold Australia”).

Technical Report Summary

The Mt Todd FS is the technical report summary, prepared pursuant to S-K 1300, is attached as an exhibit to this Annual Report on Form 10-K and is entitled “S-K 1300 Technical Report Summary – Mt Todd Gold Project – 15 ktpd Feasibility Study – Northern Territory, Australia” with an effective date of July 29, 2025 and a filing date of September 11, 2025 in accordance with S-K 1300 and filed on EDGAR at www.sec.gov on September 11, 2025.

A companion technical report for Canadian purposes, pursuant to NI 43-101, was filed on SEDAR+ at www.sedarplus.ca on September 11, 2025 and is entitled “NI 43-101 Technical Report – Mt Todd Gold Project – 15 ktpd Feasibility Study – Northern Territory, Australia”, with an effective date of July 29, 2025. The companion report is referenced herein for informational purposes only and is not incorporated herein by reference.

The technical data and economic conclusions of these reports are materially identical, with differences in the formatting of the reports and details of certain assumptions resulting only from the respective disclosure requirements of S-K 1300 and NI 43-101. The reports were prepared for the Company by GR Engineering Services Limited, Mining Plus, Tetra Tech, BBA Consultants International LP (formerly Tierra Group), Deepak Malhotra, Ph.D., SME RM, and WSP Australia Pty Limited, each of whom is a qualified person under S-K 1300 and NI 43-101. None of the qualified persons or any associates of the qualified persons employed in the preparation of this report have any beneficial interest in the Company or the Mt Todd Project and are not employed by the Company. The qualified persons are not insiders, associates, or affiliates of the Company. The results of the Mt Todd FS are not dependent upon any prior agreements concerning the conclusions to be reached, nor are there any undisclosed understandings concerning any future business dealings between the Company and the qualified persons. The qualified persons are being paid a fee for their work in accordance with normal professional consulting practices.

The following disclosure regarding the Company’s Mt Todd Gold Project has been derived, in part, from the Mt Todd FS. Readers should consult the Mt Todd FS to obtain further particulars regarding Mt Todd. The Mt Todd FS is available for review at www.sec.gov and under our SEDAR+ profile at www.sedarplus.com. The Mt Todd FS is not incorporated by reference into this annual report on Form 10-K. For a description of the key assumptions, parameters and methods used to estimate Mineral Resources and Mineral Reserves included in this Form 10-K, as well as data verification procedures and a general discussion of the extent to which the estimates may be affected by any known environmental, permitting, legal, title, taxation, sociopolitical, marketing or other relevant factors, please review the Mt Todd FS.

Certain capitalized terms in this section not otherwise defined herein have the meanings ascribed to them in the Mt Todd FS.

Project Location, Access, Ownership and Climate

Mt Todd is located 56 kilometers (“km”) by road northwest of Katherine, NT, Australia, and approximately 290 km by road southeast of Darwin, NT. Access to the property is via high quality, two lane paved roads from the Stuart Highway, the main arterial within the territory.

The following figure illustrates the location of Mt Todd:

The Project area has a sub-tropical climate with a distinct wet season and dry season. The area receives most of its rainfall between the months of December and March. Temperatures are moderate, allowing for year-round mining operations. The topography is relatively flat. The tenements encompass a variety of habitats forming part of the northern Savannah woodland region, which is characterized by eucalypt woodland with tropical grass understories. Surface elevations are approximately 130-160 meters above sea level in the area of the previous and planned site and waste rock dumps.

Project Stage

The Project is a development stage property with proven and probable Mineral Reserves.

Feasibility Study Results

The Mt Todd FS evaluates a 15 ktpd project that optimizes payable gold, capital efficiency, operating costs, and net present value (“NPV”) at this scale.

The Mt Todd FS highlights include:

● · Estimated Proven and Probable Mineral Reserves of 5.2 million ounces of gold (172 million tonnes at 0.94 g Au/t) using a gold price of $1,800 per ounce for the Mineral Reserves estimate and a cut-off grade of 0.50 g Au/t(1)(2);

• Opposition to Mt Todd could have a material adverse effect.
• Our exploration and development activities, strategic transactions, or any acquisition activities may not be commercially successful and could fail to lead to gold production or fail to add value.
• Financial and Business Risks
• We have a history of losses, and we do not expect to generate earnings from operations or pay dividends in the near term, if at all.
• We depend on key personnel, the loss of which could have a material adverse effect on our business.
• A substantial or extended decline in gold prices would have a material adverse effect on the value of our assets and on our ability to raise capital and could result in lower than estimated economic returns.
• Industry consolidation could result in the acquisition of a control position in the Company for less than fair value.
• We expect to need additional financing in connection with the implementation of our business and strategic plans from time to time.
• We may be unable to raise additional capital on favorable terms, or at all.
• We face intense competition in the mining industry.
• The occurrence of events for which we are not insured may affect our cash flow and overall profitability.
• Currency fluctuations may adversely affect our costs.
• The Company believes it is possibly a “passive foreign investment company,” which would likely have adverse U.S. federal income tax consequences for U.S. shareholders.
• Certain directors and officers may serve as directors and officers of other companies in the natural resources sector.
• Industry Risks
• Calculations of mineral resources and mineral reserves are estimates only and subject to uncertainty.
• Estimated mineral resources and mineral reserves may be materially affected by other factors.
• Feasibility studies and other technical studies are estimates only and subject to uncertainty.
• Mining companies are increasingly required to consider and provide benefits to the communities, regions, and countries in which they operate, and are subject to extensive environmental, health and safety laws and regulations.
• Mining exploration, development and operating activities are inherently hazardous.
• Pending or future legislation and regulations or other standards intended to address climate change could result in increased operating costs.
• Pending or future initiatives involving taxation could result in increased taxes and operating costs.
• Securities Risks
• Our share price may be volatile and your investment in our Common Shares could suffer a decline in value.
• Potential share dilution.
• Holders of our Common Shares may not receive dividends.
• General Risks
• We may experience cybersecurity breaches which may result in information theft, data corruption, operational disruption, disclosure of confidential business information, misdirected wire transfers, reputational harm, or financial loss.
• We are subject to anti-bribery and anti-corruption laws.
• We are or may become subject to data privacy laws, regulations, litigation and directives relating to our processing of personal information.